Cardiovascular disease has become an important health risk for wheelchair users. Because exercise is the most effective tool to combat this risk, environments in which wheelchairs users are able and motivated to exercise are needed. Insufficient training in mobility skills is another factor that places wheelchair users at risk. The skills of the wheelchair user and their interaction with the environment contribute to the incidence of accidents and secondary injuries. The GAMEWheels System (GWS) addresses both these needs by providing an environment that is conducive to exercise and mobility skills training. The GWS allows wheelchair users to propel their wheelchair on a stationary ergometer that is interfaced to the game port of a personal computer for game-play. The game-playing environment of the GWS creates positive experiences in mobility skills training and in exercise that promote intrinsic motivation in both these areas. The purpose of this SBIR is to create a new prototype of the GWS with a constellation of characteristics that will make it a practical, compact, safe, and reliable exercise device for the home-user, while still meeting the needs of institutions and new wheelchair users interested in mobility skills training. In Phase I, we will construct the new GWS prototype, and we will conduct bench-top testing, set-up trials, and structured interviews to verify that the GWS meets specified design criteria. Clinical testing of the GWS will be reserved for Phase II of this research.